JSW Energy : Acquisition

Energy Limited

Regd. Office: JSW Centre,

Bandra Kurla Complex,

Bandra (East), Mumbai - 400 051,

CIN: L74999MH1994PLC077041

Phone: [phone]

Fax: [phone]

Website: www.jsw.in

SEC / JSWEL

10th August, 2022

BSE Limited	National Stock Exchange of India Limited
Phiroze Jeejeebhoy Towers	"Exchange Plaza"
Dalal Street	Bandra-Kurla Complex, Bandra (E)
Mumbai - 400 001	Mumbai - 400 051
Scrip Code: 533148	Scrip Code: JSWENERGY-EQ

Sub: Acquisition of the Renewable Energy portfolio of Mytrah Energy (India) Private Limited by JSW Neo Energy Limited

Ref: Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015

Dear Sirs,

We wish to inform you that JSW Neo Energy Limited (JSWNEL), a wholly-owned subsidiary of the Company, has agreed to acquire a portfolio of 1,753 MW of Renewable Energy generation capacity from Mytrah Energy (India) Private Limited (MEIPL) comprising of 17 SPVs and 1 Ancillary SPV. Necessary definitive agreements have been signed between the parties. The transaction is subject to receipt of the necessary regulatory and other customary approvals. Upon consummation of the transaction, the said 18 subsidiaries of MEIPL would become subsidiaries of JSWNEL and step-down subsidiaries of the Company.

The disclosure pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR / CFO / CMD / 4 / 2015 dated 9th September, 2015 is attached as Annexure A hereto.

A Press Release in this regard is also attached.

The above is for your information and record.

Yours faithfully,

For JSW Energy Limited

MONICA BRIJ KUMAR CHOPRA

Digitally signed by

MONICA BRIJ KUMAR CHOPRA

Date: 2022.08.10 07:12:28 +05'30'

Monica Chopra Company Secretary

Part of O.P. Jindal Group

Energy Limited

Regd. Office: JSW Centre,

Bandra Kurla Complex,

Bandra (East), Mumbai - 400 051,

CIN: L74999MH1994PLC077041

Phone: [phone]

Fax: [phone]

Website: www.jsw.in

Annexure A

Disclosure under Schedule III pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)

Regulations, 2015

Details of Acquisition (including Agreement to Acquire) in terms of Listing

Regulations Read with Part A Schedule III of the Listing Regulations

SI.	Particulars		Details
No.
1.	Name of the target entity, details in	JSW	Neo Energy Limited, a wholly owned
	brief such as size, turnover etc.	subsidiary of JSW Energy Limited, has agreed to
		acquire following 17 SPVs and 1 ancillary SPV of
		Mytrah Energy (India) Private Limited totalling to
		1,753 MW of renewable capacity:
		1.	Mytrah Vayu (Pennar) Private Limited
		2.	Bindu Vayu Urja Private Limited
		3.	Mytrah Vayu (Krishna) Private Limited
		4.	Mytrah Vayu (Manjira) Private Limited
		5.	Mytrah Vayu Urja Private Limited
		6.	Mytrah Vayu Indravati Private Limited
		7.	Mytrah Vayu (Godavari) Private Limited
		8.	Mytrah Vayu (Som) Private Limited
		9.	Mytrah Vayu (Tungabhadra) Private Limited
		10.	Mytrah Vayu (Sabarmati) Private Limited
		11.	Mytrah Aadhya Power Private Limited
		12.	Mytrah Aakash Power Private Limited
		13.	Mytrah Abhinav Power Private Limited
		14.	Mytrah Adarsh Power Private Limited
		15.	Mytrah Agriya Power Private Limited
		16.	Mytrah Advaith Power Private Limited
		17.	Mytrah Akshaya Energy Private Limited
		18.	Nidhi Wind Farms Private Limited
		Revenue from Operations (cumulative) in FY
		2021-22 - INR 1,467 crores (provisional)
2.	Whether the acquisition would fall	No
	within related party transaction(s)
	and whether the promoter/
	promoter group/ group companies
	have any interest in the entity
	being acquired?

Part of O.P. Jindal Group

Energy Limited

Regd. Office: JSW Centre,

Bandra Kurla Complex,

Bandra (East), Mumbai - 400 051,

CIN: L74999MH1994PLC077041

Phone: [phone]

Fax: [phone]

Website: www.jsw.in

If yes, nature of interest and

details thereof and whether the

same is done at "arm's length"

3.

Industry to which the entity being

Power Generation using renewable sources of

acquired belongs

energy

4.

Objects and effects of acquisition

The Company has set a target to reach 10 GW

(including but not limited to,

capacity by FY 2025 and 20 GW capacity by FY

disclosure

of

reasons

for

2030, with

the

share

of

renewable

energy

acquisition

of

target

entity, if

its

increasing to 85% by FY 2030.

business is outside the main line of

business of the listed entity)

The renewable assets under this transaction will be

acquired by JSW Neo Energy Limited, a wholly

owned subsidiary of the Company.

The acquisition would help the Company in

achieving its renewable-led capacity growth target

of 10 GW by FY 2025, well ahead of time.

5.

Brief details of any governmental

Following are the major approvals required:

or

regulatory

approvals

required

∙ Approval from the Competition Commission of

for the acquisition

India (CCI) for acquisition

∙ Approvals from Lenders

6.

Indicative

time

period

for

The transaction is expected to be completed by

completion of the acquisition

15th November, 2022 subject to fulfilment of

Conditions Precedent set out in SPA.

7.

Nature of consideration - whether

Cash consideration

cash consideration or share swap

and details of the same

8.

Cost of acquisition or the price at

Transaction is for an Enterprise Value of INR

which the shares are acquired

10,531 crores, after adjusting for net current

assets - subject to net working capital and other

adjustments at the time of closing

9.

Percentage

of

shareholding

/

Agreed to acquire 100% of the shares of 17 SPVs

control acquired and / or number

and 1 ancillary SPV from Mytrah Energy (India)

of shares acquired

Private Limited (expect for Mytrah Vayu (Manjira)

Private Limited where Group Captive Consumers

continue to hold ~26% shares for meeting statutory

Captive requirements)

10.

Brief background about the entity

Total Acquisition Portfolio consists of 10 Wind

acquired in terms of products/line

SPVs with capacity of 1,331 MW and 7 Solar SPVs

of

business

acquired,

date

of

with a capacity of 422 MW (487 MWp DC) and 1

incorporation, history of last

3

ancillary SPV, all incorporated in India under the

years

turnover,

country

in which

Companies

Act,

1956.

The

renewable

energy

the acquired entity has presence

projects are

operating primarily in the southern,

and

any

other

significant

information

Part of O.P. Jindal Group

Energy Limited

Regd. Office: JSW Centre,

Bandra Kurla Complex,

Bandra (East), Mumbai - 400 051,

CIN: L74999MH1994PLC077041

Phone: [phone]

Fax: [phone]

Website: www.jsw.in

western and central parts of India and all the projects have long term power tie-ups.

Revenue from Operations (cumulative) of the

Target Companies for last 3 years is:

• FY2020 - INR 1,563 crores (audited)
• FY2021 - INR 1,380 crores (audited)
• FY2022 - INR 1,467 crores (provisional)

Part of O.P. Jindal Group

Press Release

August 10, 2022

Acquisition of 1.75 GW of Renewable Portfolio of Mytrah Energy

Mumbai, India - August 10, 2022 - JSW Neo Energy ('JSW Neo'), a wholly owned subsidiary of JSW Energy ('The Company') has agreed to acquire a portfolio of 1,753 MW of Renewable Energy generation capacity from Mytrah Energy (India) Private Limited comprising of 17 SPVs and 1 Ancillary SPV. Necessary definitive agreements have been signed between the parties. The transaction is subject to approval of the Competition Commission of India (CCI) and other customary approvals standard to a transaction of this size. The transaction values the Mytrah Energy portfolio at an Enterprise Valuation of approximately ₹10,530 Crores, after adjusting for net current assets.

The Mytrah Portfolio consists of 10 Wind SPVs with a generation capacity of 1,331 MW and 7 Solar SPVs with a generation capacity of 422 MW (487 MWp DC), operating primarily in the southern, western and central parts of India. The assets have a proven operational track record and long-term PPA with an average remaining life of ~18 years.

This is the largest acquisition made by JSW Energy since inception, and will leapfrog the current operational generation capacity by over 35% - from 4,784 MW to 6,537 MW. Moreover, with about 2,500 MW of under-construction wind and hydro projects which are likely to be commissioned in phases over the next 18-24 months, JSW Energy platform capacity gets enhanced to ~ 9.1 GW - where the share of renewables increases to ~ 65%. Further, this is likely to help the company in achieving its renewable-led capacity growth target of 10 GW by FY25, well ahead of timelines.

KPMG India Services LLP were the transaction advisor to the company, while Khaitan & Co. were the legal advisors and PricewaterhouseCoopers Services LLP carried out financial and tax due diligence.

Prashant Jain, Joint Managing Director and CEO of JSW Energy, said: "We are excited to acquire Mytrah's 1.75 GW of renewable energy portfolio which is value accretive to our shareholders on day one. This landmark deal demonstrates our strong commitment to achieve our vision of achieving 10 GW capacity by 2025 and being a leading player in India's Energy Transition. This acquisition further strengthens and diversifies our operating footprint across various key resource rich states. We also believe that by leveraging our strong industry, operating and financing expertise, we would be able to significantly improve the operating performance of this entire portfolio, which will ultimately create tremendous value to our shareholders. JSW Energy will continue to look

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